JUTE SPINNERS LIMITED

Head Office : House No. 98, Road No. 9A (New)

Dhanmondi R/A, Dhaka-1209, Web : www.jsl.shamsbd.com

REPORT OF THE DIRECTORS

for the year ended 30th June 2010

Respected Shareholders, DIRECTOR

The Directors have the pleasure in submitting their
report and the audited accounts of the Company for
the year ended 30th June 2010 together with the
Auditor's Report thereon.
Mr. Muhammad Shams-ul Haque, Chairman & Mr.
Muhammad Shams-ul Huda, Chief Executive
Officer retires by rotation as per Articles 126 and
127 of the Articles of Association of the Company
and being eligible offer themselves for re-
election.

CORPORATE & FINANCIAL REPORTING

FINANCIAL RESULTS AND APPROPRIATION The Company has complied with all the
requirements of Corporate Governance as
(in million taka) required by the Securities and Exchange
Commission. Accordingly the Directors are
2010 2009 pleased to confirm the followings :
Turnover 656.83 530.84 (a) The financial statements together with
Less : Cost of Goods Sold 581.08 469.56 the notes thereon have been drawn up in
Gross Profit 75.75 61.28 conformity with the Companies Act 1994
Less: Expenses 66.29 53.70 and Securities and Exchange Rules
Profit from Operation 9.46 7.58 1987. These statements present fairly
the Company's state of affairs, the result
Other Income 0.38 0.20 of its operations, cash flow and changes
9.84 7.78 in equity.
Less: Contribution to Workers (b) Proper books of accounts of the
Profit Participation/Welfare Funds 0.47 0.37 Company have been maintained.
Net Profit before tax 9.37 7.41 ©
Approprite Accounting policies have
Less: Income tax 3.00 3.43
been consistently applied in preparation
Deferred Tax 0.03 0.26
of the financial statements and that the
Net Profit after tax 6.34 3.72
accounting estimates are based on
The Directors recommended the
reasonable and prudent judgment.
following appropriations:
Proposed dividend (d)
The International Accounting Standards,
For 2010 20% (in 2009 : 20%) 3.40 3.40
as applicable in Bangladesh, have been
Retained earnings 2.94 0.32
followed in the preparation of the
financial statements.

01
(e) The systems of internal control are sound and
have been effectively implemented and
monitored.
(f) There are no significant doubts upon the
Company's ability to continue as a going
concern.
(g)
There are no significant deviation in operating
result of the Company compared to last year.
(h) The key operating and financial data for the
last five years is Annexed.
(i) DIVIDEND
The Board of Directors is pleased to
recommend Final Dividend @ Tk. 20/= (twenty)
only per share of Tk. 100/= each on paid-up
capital.
(j) BOARD MEETING AND ATTENDANCE
CORPORATE GOVERNANCE COMPLIANCE
REPORT
In accordance with the requirement of the
Securities and Exchange Commission,
"Corporate Governance Status Compliance
Report" is annexed.
AUDITORS
M/S Howladar Yunus & Co., Chartered
Accountants, 67 Dilkusha C/A (2nd floor),
Dhaka-1000, will retire at the 31st AGM. A
proposal has been received from Mr. Delwar
Hossain, Folio No. B4-139 to appoint M/S.
M.J Abedin & Co. Chartered Accountants,
National Plaza (3rd floor), 109 Bir Uttam
C.R Datta Road, Dhaka as auditors for the
year 2010-2011. This proposal will be
placed before the shareholders at the AGM.
On behalf of the Board,

During the year, Six Board Meetings were held.

The attendance record of the Directors is as
follows : Muhammad Shams-ul Haque
Name of Directors Meeting attended Chairman
26th October 2010
Mr. Muhammad Shams-ul Haque 6 Dhaka.
Mr. Muhammad Shams-ul Huda 4
Mr. Muhammad Shams-uz Zoha 6
Mr. Muhammad Shams-ul Kadir 5
Mr. A.K.M. Shahjahan 5

(k) The pattern of shareholding is as follows :

Namewise details Share held

(i) Parent/Subsidiary/Associate companies and other related parties : Nil

(ii) Directors, Chief Executive Officer, Company Secretary,

Chief Financial Officer, Head of Internal Audit and their
their spouses and minor children :

Mr. Muhammad Shams-ul Haque Chairman 42,415

Mr. Muhammad Shams-ul Huda Chief Executive Officer 8,030
Mr. Muhammad Shams-uz Zoha Director 10,480
Mr. Muhammad Shams-ul Kadir Director 660

Chief Financial officer, spouse and minor children Nil

Company Secretary, spouse and minor children Nil

(iii) Executives Nil

(iv) Shareholders holding ten percent

(10%) or more voting in interest in the company

Mrs. Hasina Begum 30,000
ICB Dhaka 24,519
NIFCO 22,685
02
 Five Years Statistics
Figures in Lac Taka
Particulars 2010 2009 2008 2007 2006
Turnover Result of Operations :

6568.37
7000
Turnover 6,568.37 5,308.39 4,817.05 3,883.44 3,342.20

5308.39
6000 Gross Profit 757.56 612.84 754.27 503.81 431.46

4817.05
5000 Operating Profit 370.25 330.55 276.72 264.77 208.43
3883.44 Net Profit After Tax 63.47 37.20 55.73 59.05 52.75
3342.2

4000

Basic Earning per Share (inTaka) 37.33 21.88 32.78 34.74 31.03
3000
Dividend Paid 34.00 34.00 34.00 34.00 34.00
2000
Income Tax Paid 28.57 48.43 28.25 22.94 16.04
1000

0 Financial Position :
2006

2007

2008

2009

2010

Total Assets 3,283.10 3,266.05 2,270.43 2,315.49 3,001.56

Fixed Assets-Gross 1,812.56 1,688.87 1,636.48 1,533.34 2,297.25
Fixed Assets-Net 724.15 680.21 698.20 670.60 1,494.60
Gross profit Financial Assets 420.69 439.09 346.26 287.85 362.83
Reserve & Surplus 3.78 -20.00 -29.64 -86.34 887.25
757.56
754.27

800
Gross Working Capital 2,558.95 2,620.21 1,572.24 1,644.88 1,506.96
612.84

700
Net Working Capital 197.21 234.03 307.54 345.00 534.61
Authorized Capital 350.00 350.00 350.00 350.00 350.00
503.81

600
431.46

500 Share Holders' Equity 139.78 115.99 106.35 83.66 37.05

400 Paid up Capital 170.00 170.00 170.00 170.00 170.00
300
Total Long Term Debt 793.46 810.41 914.14 951.80 1,001.19
200
Deferred Tax Assets/(Liability) 11.88 12.17 14.76 19.85 29.22

100
Key Financial Ratio, Figures and Market Data :
0
2006

2007

2008

2009

2010

Current Ratio 1.08 1.10 1.17 1.28 1.55

Debt Equity Ratio 22.57 27.55 20.49 26.91 1.93
Return on Investment 6.80% 4.02% 5.93% 6.61% 2.70%
Profit After Tax Shareholders Equity per Share (in Tk.) 82.22 68.23 62.56 49.21 621.91
70 Market Value per Share (in Tk.) 1,218.00 733.00 860.00 330.00 335.00
63.47
59.05

Price Earning Ratio

55.73

60
52.75

(Based on DSE Price) (Time) 32.63 33.50 24.04 8.20 10.40

50
Other :
37.2

40
Number of shares 170,000 170,000 170,000 170,000 170,000
30
Number of shareholders 357 304 294 294 288
20 Production (Qnty in MT) 9,784 9,190 9,582 8,013 7,034
Export (Qnty in MT) 8,959 9,452 10,211 7,234 6,341
10

0
Total Employees :
2006

2007

2008

2009

2010

Officers 52 55 59 48 44
Staff 128 112 112 103 97
Workers 1,275 1,295 1,301 1,179 965

Shareholders' Equity Earnings Per Share

37.33
34.74

32.78

40
31.03
139.78
115.99

30
106.35

21.88
83.66

20
37.05

10

20
0
2006

2007

2008

2009

2010

2006

2007

2008

2009

2010

03
 Corporate Governance Compliance Status Report

Status of compliance with the conditions imposed by the

Commission's Notification No. SEC/CMRRCD/2006/158/Admin/02-08 dated 20th February 2007 issued
under section 2CC of the Securities and Exchange Ordinance, 1969. (Report under Condition No. 5.00)

Condition Compliance status Explanation

Title for non-compliance
No. complied Not complied

1.1 Board's Size 

1.2(I) Independent Directors 

1.3 Chairman & Chief Executive officer 

1.4(a) Directors Report on financial Statements 

1.4(b) Books of Accounts 

1.4© Accounting Policies 

1.4(d) IAS Applicable in Bangladesh 

1.4(e) System of Internal Control 

1.4(f) Going Concern 

1.4(g) Deviation in Operating Results 

1.4(h) Key Operating and Financial Data 

1.4(i) Declaration of Dividend 

1.4(j) Number of Board Meetings 

1.4(k) Pattern of Shareholdings 

2.1 CFO & CS Appointment 

2.2 Board Meeting Attendance 

3.00 Audit Committee 

4.00 External / Statutory Auditors 

04
 AUDIT COMMITTEE REPORT

Constituted as under :

01. Mr. Muhammad Shams-Uz Zoha - Chairman

02. Mr. Muhammad Shams-Ul Kadir - Member
03. Mr. A.K.M Shahjahan - Member

Altogether 4 meetings of the Audit Committee were held in 2009-2010.

The following matters were discussed in the meetings and decisions taken were
communicated to the Board of Directors.

01. Review of the annual financial statement of 2009-2010.

02. Review of the half-yearly report of half year ended on 31st December 2009.
03. Review of the 1st & 3rd Quarter report for the period ended 30th September,
2009 and 31st March,2010 respectively.
04. Review of internal audit reports.

Dated, Dhaka Chairman

26th October,2010. Audit Committee

05
Value Added Statement
For the year ended 30th June 2010

2009-2010 2008-2009
PARTICULARS
Taka % Taka %
VALUE ADDED

Turnover 695,650,665 571,398,597

Bought-in materials and services (570,618,652) (457,385,455)
Other Income 381,017 200,765

125,413,030 100.00% 114,213,907 100.00%

APPLICATIONS

To Directors as Remunaration 2,520,000 2.01% 2,520,000 2.36%

To Employees-as Salaries,Wages & Benefit 78,549,334 62.63% 71,160,358 62.49%
To Providers of Loan-as interest & Charges 27,561,947 21.98% 25,469,923 20.07%
To Govt. Fund as Income Tax 3,000,000 2.39% 3,402,758 2.63%
To Providers of Capital as Dividend 3,400,000 2.71% 3,400,000 3.71%
115,031,281 91.72% 105,953,039 91.26%
Retained for Business & Depreciation 10,381,749 8.28% 8,260,868 8.74%
125,413,030 100.00% 114,213,907 100.00%

06